"I've found it is the small things, every act of normal folk that keeps the darkness at bay," Gandalf the Grey says somewhere near the middle of The Hobbit: An Unexpected Journey. "Simple acts, of kindness and love."

The Hobbit is not a small movie, but it is filled with small people doing small things. And it's those simple acts—Bilbo Baggins diving into a gang of marauding orcs, dwarves washing dishes in the Shire, Gandalf sharing a pipe with a fellow wizard—that make Hobbit feel weighty and memorable, even when it outstays its welcome. They're moments that keep the darkness at bay.

Like Lord of the Rings before it, Hobbit is a long, bloated affair, more concerned with grandiose spectacle than nonsense like "flow" or "pacing." But it's captivating nonetheless, a thrill ride of a movie stuffed with orcs, trolls, goblins, and other nasty Middle-Earthian buggers that need to be hacked and slashed up in as many ways as possible.

Hobbit, set 60 years before the opening of Lord of the Rings, shows us a more peaceful version of Middle-Earth. Sauron is gone (or asleep, or in a coma or something), Dark Riders aren't really a thing yet, and a young Bilbo Baggins (Martin Freeman) is content to sit in the Shire and stare at books all day. Of course, that would make for a dreadful movie, so Bilbo is quickly disturbed by the wizard Gandalf (Ian McKellen) and a bunch of dwarves, who need to hire a burglar to help them reclaim their ancestral mountain home.

Hobbits with no experience fighting or stealing might not seem like a good fit for a journey like this, but the dwarves—led by the stoic Thorin Oakenshield (Richard Armitage), who somehow oozes cool despite being, you know, a dwarf—appeal to Bilbo's sense of adventure and eventually convince him to come along, some 45 minutes after the movie starts. This extended introduction could have probably been cut in half, but you could voice similar gripes about the whole movie, which clocks in at close to three hours. It's a bloated affair.

But where Lord of the Rings was dreary and morbid, dripping with foreboding even at its most lighthearted moments, Hobbit is odd and whimsical.

Bloat should come as no shock to anyone familiar with director Peter Jackson's sweeping style, of course. Expect long scenes, plenty of eye-popping camera pans and helicopter shots, and more than a few moments that feel like endings, but don't quite hit the mark yet. Also expect many of the same (grand, excellent) musical cues and tracks that you heard your last time in Middle-Earth; composer Howard Shore is back with more old songs than new. The Hobbit feels quite familiar in many ways.

But where Lord of the Rings was dreary and morbid, dripping with foreboding even at its most lighthearted moments, Hobbit is odd and whimsical. There are big bad enemies, sure, but none quite as terrifying or insurmountable as the dark lord Sauron (who gets a shout-out or two). And the action scenes in The Hobbit feel Disney-like and consequence-free. "Oh, there's no way one of these dwarves could ever get seriously hurt," you might think. "They're so goofy!"

I could have done without some of the goofier dwarf moments—yes, we get it, Bombur is fat—but Hobbit kept me enthralled even during its slowest chunks. A few particular scenes in Rivendell (that I won't spoil) border a little close to fanservice, but it's fascinating to see some familiar characters interact in unexpected ways. There's plenty of tension, plenty of emotion, and plenty of set-up for the next two movies that will conclude the Hobbit trilogy.

Audiences will undoubtedly have much to say about the polarizing 48 frames-per-second mode that has apparently triggered a nationwide headache epidemic. All I have to say is that it's awful, and weird, and I hope it goes away for good. I didn't get any headaches, but I never quite got used to the soap opera-like effect. It exaggerates camera movements, makes the world feel slower, and perhaps worst of all, it's a distraction. Instead of thinking about rings and dragons, my mind focused on the strange aesthetics and exaggerated camera movements. Jackson may think 48fps helps bring you into Middle-Earth, but I think it helps take you out.

That said, no cinematic gimmick can take away from Martin Freeman's performance as Bilbo Baggins, which is simply outstanding. He is charismatic, debonair, and somehow both cowardly and courageous at the same time, adding aplomb and weight that Old Bilbo (Ian Holm) never quite pulled off. His facial quirks and cockeyed looks steal every scene, including the much-beloved Riddles in the Dark (which also wore out its welcome).

Ian McKellen's Gandalf is just as grand and noble as he always was, and it's refreshing to spend more time with the old Gandalf the Grey, a man who questions himself and even shows weakness from time to time. This is a younger, less wise Gandalf, a far cry from the divinely confident Gandalf the White we saw for most of Lord of the Rings. He isn't quite as omniscient or powerful as he is in Return of the King, and that's a good thing.

Then there's the other wizard. Barely a footnote in Tolkien's novel, Radagast the Brown (Sylvester McCoy) plays a more significant role in An Unexpected Journey, which would be okay if he wasn't an irritating cross between Jar-Jar Binks and Luna Lovegood who seems to have come straight out of a focus group. ("Kids like drugs, right? Can we make it so he's on drugs?")

Radagast's scenes are thankfully short and ultimately harmless, though I fear he'll be more important as the Hobbit trilogy continues. While a wizard like Gandalf is undeniably flawed, he is also elegant and dignified. Radagast, on the other hand, is a hyperactive ball of moss-covered energy that will make you wonder whether anyone can get into the White Council these days.

Some will inevitably complain that The Hobbit feels too much like Lord of the Rings, and yes, there is a lot of sampling here. There are a lot of callbacks, a lot of references, a lot of familiar moments and endless last-minute rescues. But this is an excellent film on its own, a supremely entertaining, if somewhat messy hodgepodge of action, comedy, groundwork, and all sorts of fantastical references.

Like Fellowship of the Ring, An Unexpected Journey has to set much of the stage for what we'll see in the next two movies, and it does this well: I can't wait to see what will happen with the dragon, or the shape-shifter Beorn, or the battle of five armies. But Hobbit stands out for one reason—none of the protagonists in Lord of the Rings have held a candle to Freeman's Bilbo. And it is Bilbo, the smallest character in this very large movie, whose simple acts make The Hobbit a spectacle well worth watching.